EXECUTIVE EMPLOYMENT AGREEMENT

2.1.

Senior Vice President-Taxation & Finance : Performing executive work of major importance to the Company, with the primary focus being the profitable management and profitable growth of the Company. During the Employment Period, Employee shall devote his full business time and attention to performing his duties as Senior Vice President-Taxation & Finance of the Company. Such responsibility shall include, but not be limited to:

2.1.4.

Assisting with the preparation of various SEC filings including, but not limited to, 10-Ks, 10-Qs, 8-Ks, Insider reporting on Forms 3, 4, and 5, Proxy reports.

2.1.5.

Preparing cash flow statements, financial footnotes, and other supporting schedules.

2.1.6.

Researching major financial and tax issues.

2.1.7.

Reviewing major contracts and providing signatory approval.

2.1.8.

Signing vendor and payroll checks.

2.1.9.

Overseeing all corporate tax reporting, exclusive of payroll tax reporting which is outsourced to payroll vendor.

2.1.10.

Assisting in the review and placement of corporate insurance, including liability, property and casualty and directors’ and officers’ insurance.

2.1.11.

Approving stock purchases or sales for Section 16 insiders.

2.1.12.

Carrying out supervisory responsibilities in accordance with the organization’s policies and applicable laws; include interviewing, hiring, and training employees; planning, assigning, and directing work; appraising performance; rewarding and disciplining employees; addressing complaints and resolving problems.

2.1.13.

The above description is non-exhaustive. Employee shall work out of the Company’s headquarters location and shall report to a manager designated by the Company’s Chief Executive Officer (“CEO”).

2.1.14.

Employee recognizes that the Company’s Board of Directors may be required under its fiduciary duty to Company and to its stockholders to eliminate the position of Vice President-Taxation & Finance of Company or to appoint a different person as such officer of Company. The parties agree however, that any such elimination or replacement of Employee by Company, other than pursuant to Section 4 or Section 7.1 or 7.2.1 or 7.3.1 hereof, shall constitute a termination of Employee’s employment hereunder by the Company without cause.

4.

Change of Control . Notwithstanding the terms of Section 2 above, if the Company or a significant portion thereof is sold or merged or undergoes a change of control transaction (as defined in the form of Parent’s Stock Option Agreement, a copy of which shall be made available upon Employee’s written request), this Agreement shall survive consummation of such transaction and shall continue in effect for the remainder of the Employment Period, but Employee shall serve as an officer of the entity which succeeds to the business or a substantial portion of the business of the Company, and in such case shall bear a suitable title and perform the duties and functions of such office of such publicly traded or privately held successor, consistent with those customarily performed by an officer of such a unit,

5.1.

Employee agrees that during the course of his employment, he will not, directly or indirectly, compete with En Pointe Technologies in any way, nor will Employee act as an officer, director, employee, consultant, shareholder, lender or agent of any entity which is engaged in any business in which En Pointe Technologies is now engaged or in which En Pointe Technologies becomes engaged during the term of your employment. Any apparent conflict of interest must be disclosed to the En Pointe Technologies Vice President- Human Resources for evaluation either at time of employment or at the time that a conflict becomes known or suspected

5.2.

Employee further agrees that during the term of employment and for a period of eighteen (18) months thereafter, employee will not, directly or indirectly, compete unfairly or illegally with the Company in any way, or usurp any Company opportunity in any way. Employee also agrees that during the term of employment and for a period of eighteen (18) months thereafter, Employee will not, directly or indirectly, whether on his own behalf or on behalf of another, offer employment or a consulting agreement to any Company employee, nor will Employee directly or indirectly, whether on his own behalf or on behalf of another, actually employ or grant a consulting assignment to a Company employee. Employee also agrees that during the term of employment and for a period of eighteen (18) months thereafter, Employee will not, directly or indirectly, whether on his own behalf or on behalf of another contact or solicit any of Company’s clients to do business with any other entity other than the Company.

6.1.

Base Salary . Employee’s base salary shall be $150,000.00 per year, paid semi-monthly and in accordance with such Company payroll practices as are in effect from time to time, and